UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 9, 2014
HCC INSURANCE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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001-13790 |
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76-0336636 |
(State or other jurisdiction of |
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(Commission File Number) |
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(I.R.S. Employer |
incorporation) |
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Identification No.) |
13403 Northwest Freeway
Houston, Texas 77040
(Address of principal executive offices, including zip code)
(713) 690-7300
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 9, 2014, HCC Insurance Holdings, Inc. (the Company) announced that Lydia I. Beebe had been elected to serve as a member of the Companys Board of Directors (the Board), effective March 5, 2015. Ms. Beebe, 62, currently serves as Corporate Secretary and Chief Governance Officer of Chevron Corporation, a position that she has held since 1995 and from which she plans on retiring in April 2015. From 1977 to 1995, Ms. Beebe held a variety of positions of increasing responsibility with Chevron Corporation. Ms. Beebe also currently serves as a board member of the Rock Center for Corporate Governance at Stanford University and the Weinberg Center for Corporate Governance at the University of Delaware. Ms. Beebe served as the Vice Chair of the Council of Institutional Investors from 2009 to 2013, a Director of the Society of Corporate Secretaries and Governance Professionals from 2001 to 2009, and Chair of the California Fair Employment & Housing Commission from 1995 to 1999. Ms. Beebe is expected to serve on the Boards Nominating and Corporate Governance Committee.
Ms. Beebe will be compensated in accordance with the Companys standard compensation practices for non-employee directors as more fully described in Companys Proxy Statement dated April 10, 2014. As part of that compensation, on March 5, 2015, Ms. Beebe will be granted shares of the Companys common stock with a value equal to $22,904, the pro-rated portion of the standard $110,000 annual equity retainer for non-employee directors.
The Company issued a press release announcing the election of Ms. Beebe, a copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1, and is incorporated herein in its entirety by reference thereto.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
No. |
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Exhibit |
99.1 |
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Press Release dated December 9, 2014 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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HCC Insurance Holdings, Inc. |
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By: |
/s/ Alexander M Ludlow |
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Alexander M Ludlow |
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Associate General Counsel & Assistant Secretary |
DATED: December 9, 2014
Exhibit 99.1
LYDIA BEEBE ELECTED TO BOARD OF DIRECTORS
OF HCC INSURANCE HOLDINGS, INC.
HOUSTON (December 9, 2014) . . .
HCC Insurance Holdings, Inc. (NYSE: HCC) today announced that Lydia I. Beebe, 62, has been elected as an independent member of the Companys Board of Directors, effective March 5, 2015.
We are very pleased to have Lydia join our Board. With over 35 years of experience in corporate governance and tax, including extensive experience managing a corporate governance function, Lydia brings a new perspective to our Board that we believe will be very valuable as HCC continues to grow, said Christopher J.B. Williams, HCCs Chief Executive Officer.
Ms. Beebe will serve on the Nominating and Corporate Governance Committee. Since 1995, she has served as Chief Governance Officer and Corporate Secretary of Chevron Corporation. From 1977 to 1995, Ms. Beebe held a variety of positions of increasing responsibility with Chevron Corporation. She plans to retire from Chevron Corporation in April 2015. Ms. Beebe also currently serves as a board member of the Rock Center for Corporate Governance at Stanford University and the Weinberg Center for Corporate Governance at the University of Delaware.
Headquartered in Houston, Texas, HCC Insurance Holdings, Inc. is a leading specialty insurer with offices in the United States, the United Kingdom, Spain and Ireland. As of September 30, 2014, HCC had assets of $10.8 billion and shareholders equity of $3.9 billion. HCCs major domestic and international insurance companies have financial strength ratings of AA (Very Strong) from Standard & Poors Corporation, A+ (Superior) from A.M. Best Company, Inc., AA (Very Strong) from Fitch Ratings, and A1 (Good Security) from Moodys Investors Service, Inc.
For more information about HCC, please visit http://www.hcc.com.
Contact: |
Doug Busker, Director of Investor Relations |
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HCC Insurance Holdings, Inc. |
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Telephone: (713) 996-1192 |
Forward-looking statements contained in this press release are made under safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and involve a number of risks and uncertainties. The types of risks and uncertainties which may affect the Company are set forth in its periodic reports filed with the Securities and Exchange Commission.
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